Extract to table
Pull the structured facts out of a document: parties, dates, amounts, obligations.
Extract to table / deal-structure-tax-memorandum.docx
deal-structure-tax-memorandum.docx
Parties
Harkness LLP
Cascade Retail Holdings Inc
Ridgeline Consumer Partners LLC
Archer Whitfield LLP
Associates LLP
Delaware General Corp
See Hollinger Inc
Meridian Commerce Solutions Inc
Dates
May 12, 2025
April 18, 2025
June 13, 2025
July 18, 2025
September 15, 2025
May 2, 2025
March 31, 2029
June 12, 2018
September 3, 2019
February 27, 2025
Amounts
$1.4
$25,000,000
$22,500,000
$2,500,000
$142,000,000
$8,200,000
$6,800,000,000
$119.5
$3,900,000
$820,000
Obligations
(3) Oregon and California bulk-sale compliance requirements must be addressed prior to closing, although exemptions may be available, particularly with respect to Oregon's large-enterprise exemption under ORS 76
7701-3(b)(1)(ii), although this classification must be confirmed as discussed in Section II
Leasehold interests may have above-market or below-market value relative to current market rents, and this differential must be assessed in determining the fair market value for allocation purposes
No waiting period must be observed prior to closing
This list must be delivered at least ten (10) days before the date of the bulk transfer
Under this provision, a buyer purchasing a business or stock of goods is required to withhold a sufficient portion of the purchase price to cover any outstanding sales and use tax liability of the seller